When a Marketing Supplier Under-Delivers: Process Map

When a marketing supplier delivers late, short or different from what was described, a workable order of steps runs like this: name the type of failure, gather the contract and order records, give written notice, allow a reasonable period to perform, keep the invoice objection period in view, choose a remedy when the period ends, and move to mediation if talks fail. A refund is never automatic and depends on your contract and the facts. The sequence is written for companies that buy advertising, sponsored content or links for business purposes, whether they are advertisers, publishers, small businesses or agency clients. Consumer purchases are outside this topic. This is not legal advice.

Three kinds of failure, three kinds of proof

Calling every problem "poor service" weakens your file. Each kind of failure needs its own evidence and its own request.

Delivered late

The work arrived after the date in the order. The proof is the contractual date set beside the actual one, such as the publication date of a page, the timestamp of a sent file or the date on a report. If the order carries no date, the claim of lateness is weaker and a written notice matters more. Confirm dates by e-mail right after ordering to close that gap.

Delivered short

A line is missing, or fewer items arrived than were ordered. The proof is the order list set against the delivery list. For accept, hold and dispute choices on part deliveries, see partial delivery in a backlink package.

Delivered, but not as described

The item exists but differs from the quote. This is the hardest type to prove, because the quote needs a description that can be checked. "A useful article for homeowners" gives little to measure, while "a page that stays live after publication, carries the named link and appears on the agreed section" can be checked. The shape of a correction request is set out in the sponsored post correction request guide.

Table: failure type and first document

The record before the quarrel

The contract is the first document anyone reads. Without one, the accepted quote, the order e-mail and the payment record take its place. The fuller the file, the sooner the type of failure can be named.

What to put in the file

• The quote and the written acceptance of it.
• The order form: lines, quantities, dates and price.
• The report clause, if any: frequency, content and data source.
• All messages in which promises or corrections were exchanged.
• The invoice and the proof of payment.

A report clause that does its job

If the report's format, date and data source are not written down, the question "was the report delivered" becomes a debate about what a report is. Writing the clause before ordering also settles the standard against which a later objection will be measured.

Notice, default and time to perform

Under article 117 of the Code of Obligations (Opens in a new tab) (Law No. 6098), the debtor of a debt that is due falls into default upon the creditor's notice. The same article adds that where the day of performance was fixed jointly, or fixed by one party through a proper notice under a right reserved in the contract, the debtor is in default once that day passes. If your order form states a delivery date, the date itself carries weight. If it does not, your written notice does.

Article 118 provides that a debtor in default must make good the loss the creditor suffers from late performance, unless the debtor proves that it was not at fault for the default. Article 118 sets no rates or amounts, so the contract or the relevant legislation has to be consulted for them. Article 123 states that in contracts that impose obligations on both sides, when one party falls into default the other may give an appropriate period for performance or ask the judge to give one. Article 123 gives no number of days, so the length depends on the work.

Article 124 lists three cases in which no period is needed: where the debtor's situation or attitude shows that giving a period would be pointless, where performance has become useless to the creditor because of the default, and where the contract shows that performance will no longer be accepted if it is not made at a given time or within a given period. For the steps taken when a sponsored post never appears, see how the dispute process works when a guest post is not delivered.

What a notice contains

1. The order: name, date and lines.
2. For each line, the type of failure and its proof.
3. What you ask for: completion, correction or compensation.
4. The date by which you expect an answer.

An excerpt from a notice

Example scenario: "Line 1 of order T-12, the sponsored article tied to the new catalogue, has not been published by the date stated in the order. Line 2, the banner on the tile section, is displayed on part of the section only. Line 4, the monthly report, has not been received. We ask you to complete line 1 and correct line 2 by the date and time stated in our attached letter, and to deliver the report by the same date." The wording sticks to lines, dates and facts. Calling the vendor careless adds nothing a reader can check, and it invites a defensive reply that buries the request.

Choices when the period runs out

Article 125 deals with a debtor who has not performed within the period given, or in a case where no period is needed. The creditor always has the right to demand performance and damages for the delay. The creditor may also announce at once that it gives up those rights and ask for compensation for the loss caused by non-performance, or withdraw from the contract. On withdrawal, both parties are released from their duties to perform and may ask for what they have already given. If the debtor cannot prove it was not at fault for the default, the creditor may also ask for the loss caused by the contract becoming void.

A refund request therefore rests on the third option: withdrawal and the return of performances already made. Article 125 does not say that a refund is always available. It depends on a clear notice of withdrawal and on a period that was actually given where one was needed.

Decision rule: perform, compensate or withdraw

1. The work can still be done and is still useful: ask for performance and damages for delay.
2. The work is possible but its value to you has fallen: consider giving up performance at once and asking for compensation, according to your contract.
3. The work was tied to a date that has passed and is now useless: withdrawal and the return of what you gave come into play, subject to what the contract says.
4. Whatever you pick, put the choice in one unambiguous written sentence.

Article 125 says the waiver of performance has to be announced "immediately". It does not say how long that is, so do not let weeks pass between the end of the period and your choice.

When the contract runs month after month

Article 126 deals with contracts under which performance has begun and continues over time. If the debtor falls into default, the creditor may ask for performance and damages for delay, or terminate the contract and ask for the loss caused by its early end. A monthly programme of content and reports can raise article 126. Whether a particular order counts as a continuing service depends on the contract and article 126 does not answer that question.

Delay damages and a contractual penalty

Article 118 supplies the basic rule on loss from delay. Article 122 adds that if the creditor suffers a loss that exceeds default interest, the debtor must make good this loss too unless it proves it was entirely without fault. The default interest rate itself is dealt with in article 120, which points to the contract or to the legislation in force.

If your contract has a penalty clause, articles 179 to 182 of the Code of Obligations apply. Article 179 deals with whether the creditor may demand the penalty, the performance or both, article 180 with payment of the penalty when no loss occurred, and article 182 with the amount and the judge's power to reduce an excessive penalty. Article 22 of the Commercial Code (Law No. 6102) provides that a debtor who is a trader cannot ask for a reduction on the ground of an excessive fee or penalty in the cases written in articles 121(2), 182(3) and 525 of the Code of Obligations. The documentation has no statement on how the two provisions apply together.

Approving a late delivery

The words "accepted performance without reservation" in article 179 carry a practical warning. If you approve a late delivery without saying that your right to compensation or to the penalty is kept, you invite an argument about that right. When accepting, add a sentence such as "our rights for the delay are reserved" in writing. Article 179 does not describe the legal effect of such a sentence.

Proving what the delay cost

A claim of loss needs a source. An advertising budget set aside for a launch week, a campaign calendar tied to a date, or a printed catalogue that cites a page that never went live are examples. Practical suggestion: show the cost and its amount from records made before the order. Do not estimate the amount afterwards. Match each loss item to an order, campaign or payment record and write the document name and date beside it. Keep an item without a document out of the main claim as a separate note, and add the document when you find it.

Worked scenario: a ceramic tile distributor

Example scenario: a ceramic tile distributor buys a package from a trade publisher aimed at builders and interior designers. The order has a sponsored article tied to a new catalogue, a banner on the publisher's tile section, a newsletter mention and a monthly report. The catalogue launch passes and the article is still not live, the banner shows only on part of the section and no report arrives.

If the publisher offers a replacement slot

Example scenario: the publisher proposes to place the article in a different section. The distributor compares the description in the order with the new section and, if the new section does not match what was ordered, declines in writing and repeats its earlier demand. If it accepts, it states in the same message that its rights for the earlier delay are kept.

The distributor's file

• Quote, order form and the message that fixed the catalogue date.
• List of what is live and what is not.
• Screenshots of the partial banner with dates.
• Message history showing the report never came.
• Notices, letter giving time, invoice objection and dispatch records.

The invoice clock runs on its own

While the delivery dispute continues, an invoice arrives. Article 21 of the Turkish Commercial Code (Opens in a new tab) (Law No. 6102) says in its second paragraph that a person who receives an invoice and does not object to its content within eight days of receipt is deemed to have accepted that content. The third paragraph contains a similar period for a writing that confirms a contract made by phone or orally. These clocks do not follow the sequence of the other steps. Keep a separate short letter and a separate calendar for the invoice, and record the day it was received.

Article 23 of the same Code concerns sale and exchange of goods between traders and includes notice periods for defects in goods. Article 23 has no statement on applying it to a service contract.

Mediation before court

For money claims there is a step before a lawsuit. Article 5/A of the Commercial Code provides that among commercial cases, in actions for receivables, compensation, annulment of objection, negative declaratory relief and restitution whose subject is a sum of money, applying to a mediator before filing is a condition for suit. The mediator concludes the application within six weeks of appointment, and in compelling cases the mediator can extend this by up to two weeks.

Article 18/A of the Law on Mediation in Civil Disputes (Opens in a new tab) (Law No. 6325) governs the procedure where mediation is a condition for suit. The claimant must attach the original or a certified copy of the final record stating that no agreement was reached to the petition. If the suit was filed without applying to a mediator, it is rejected on procedure for lack of the condition. Paragraph eleven of article 18/A provides that failing to attend the first meeting without a valid excuse can have consequences for litigation costs. A separate paragraph of the same article sets a time for the mediator that differs from article 5/A, and which one governs a particular file is outside this topic. Whether a given dispute counts as a commercial case is decided under the provisions article 5/A refers to and is outside this topic.

What to bring to the table

Practical suggestion: prepare three options in order of preference rather than one amount. First, completion of the missing work by a fixed date. Second, a reduction of the price for the missing line. Third, a return of the sum paid. Put the order's line prices beside each option and use the figures from the order and the invoice. Write down in advance the lowest outcome you would accept and the date by which you need it, so that a concession made in the room does not move your position without a decision.

What Google says about promises

If the supplier sells search engine optimisation, the offer should not conflict with Google Search Central's page on hiring an SEO (Opens in a new tab). The page states that no one can guarantee a number one ranking on Google, and advises finding someone else if a provider guarantees that its changes will bring first place in the search results.

Practical suggestion: describe the delivery in the contract through checkable items, not through a ranking promise. A clause that promises first position makes it harder to show what is missing when delivery fails.

Lessons for the next order

A revision clause belongs in the same table: the number of correction rounds, the working days the vendor has to answer each round and the handling of the invoice until corrections are complete. A short service level commitment with response time, delivery time and report items fits into an order form.

Writing the lesson into the order form

Practical suggestion: after any dispute, turn each gap into one sentence in the next order form and have the vendor sign it. A date, a measurable acceptance condition, a notice address and a refund routine take only a few lines, and each of them removes an argument that this dispute had to fight.

Weekly routine while a dispute is open

Practical suggestion: open the file on the same weekday every week and answer three questions. Is a period running? Is a notice waiting for an answer? Does a payment date approach on any line? If all three answers are no, start the next written step yourself.

Mistakes to avoid

Treating silence as consent

If the supplier does not answer your notice, silence is not an answer. Send a short reminder when the requested date passes and note the next step in your calendar.

Mixing the three failures in one message

When lateness, shortage and quality complaints share one message, it becomes unclear which request the period relates to. Give each its own heading or its own letter.

Agreeing to a make-good in a chat only

A replacement offered in a chat window is easy to dispute later. Confirm it in an e-mail that states what is replaced and that earlier rights are reserved.

Counting on a refund nobody wrote down

A supplier's "we will refund if it fails" has no standing unless the order says so. Ask for the refund routine to be written into the order form.

Preparing for mediation too late

For money claims in commercial cases applying to a mediator is a condition for suit. Prepare the file and the amount in advance.

Checklist for an open dispute

• Failure named: late, short or not as described.
• Contract, quote and order gathered in one folder.
• Line comparison sheet drafted.
• Written notice sent with a dispatch record.
• Letter giving time sent, with the answer date noted.
• Invoice receipt date logged and the objection calendar set.
• Acceptance of any delivery made with rights reserved.
• Choice announced in writing: performance, compensation or withdrawal.
• Mediation file prepared.

Frequently Asked Questions

What should I do first when a vendor delivers late?

Set the date in the order beside the real delivery date, notify the vendor in writing and keep a dispatch record. Under article 117 of the Code of Obligations, default arises through the creditor's notice or through the passing of a day fixed jointly.

Am I entitled to a refund?

Not automatically. Article 125 of the Code of Obligations says that on withdrawal from the contract both parties may ask for what they already performed, but whether you reach that point depends on your contract, on the period you gave and on the facts.

Do I have to try mediation before suing?

Article 5/A of the Commercial Code makes applying to a mediator a condition for suit in the commercial money claims it lists. Whether your dispute falls under it is assessed separately. This is not legal advice.

What if my contract has a penalty clause and the delay was short?

Article 182 of the Code of Obligations says the judge reduces a penalty it regards as excessive. Article 22 of the Commercial Code bars a trader debtor from asking for a reduction in the cases written in articles 121(2), 182(3) and 525 of the Code of Obligations.

What proof does a claim of late delivery need?

The documents that show the agreed date and the actual date: the order, the message confirming the date, and a dated trace of the delivery such as a publication date or a sent-file timestamp.

When must I object to the invoice?

The second paragraph of article 21 of the Commercial Code speaks of eight days from the date of receipt. Record the receipt date and send a written, itemised objection well inside that period.

Conclusion

When a supplier under-delivers, name the failure, collect the contract and order records, give written notice, allow a reasonable period, keep the invoice clock separate, choose between performance, compensation and withdrawal, and prepare for mediation if talks fail. Keep proof of every step. This is not legal advice.

If you want a recorded routine for backlink or sponsored post orders that arrive incomplete, see the backlink packages page.